Act No. 501 / 2001 Coll.
Act amending Act No. 513 / 1991 Coll., Commercial Code, as amended, Act No. 40 / 1964 Coll., Civil Code, as amended, Act No. 99 / 1963 Coll., as amended, Act No. 99 / 1963 Coll., as amended, Act No. 591 / 1992 Coll., on Securities Act, as amended, Act No. 358 / 1992 Coll., as amended, Act No. 358 / 1992 Coll., as amended, Act No. 370 / 2000 Coll., as amended, Act No. 15 / 1998 Coll.
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Effective from 31.12.2001
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31.12.2001
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501
THE LAW
of 15 December 2001
amending Act No. 513 / 1991 Coll., Commercial Code, as amended, Act No. 40 / 1964 Coll., Civil Code, as amended, Act No. 99 / 1963 Coll., as amended, Act No. 99 / 1963 Coll., as amended, Act No. 99 / 1963 Coll., as amended, Act No. 28 Coll., on Securities, as amended, Act No. 358 / 1992 Coll., as amended, Act No. 200 Coll., as amended, Act No. 370 / 2000 Coll., as amended, Act No. 15 / 1998 Coll.
Parliament has decided on this law of the Czech Republic:
Amendment of the Commercial Code
Act No. 513 / 1991 Coll., Commercial Code, as amended by Act No. 264 / 1992 Coll., Act No. 591 / 1992 Coll., Act No. 600 / 1992 Coll., Act No. 286 / 1993 Coll., Act No. 156 / 1994 Coll., Act No. 84 / 1995 Coll., Act No. 94 / 1996 Coll., Act No. 142 / 1996 Coll., Act No. 77 / 1997 Coll., Act No. 15 / 1998 Coll., Act No. 165 / 1998 Coll., Act No. 356 / 1999 Coll., Act No. 370 / 2000 Coll., Act No. 120 / 2001 Coll., Act No. 239 / 2001 Coll., Act No. 105 / 2000 Coll., Act No. 105 / 2000 Coll.
1. Paragraph 2 (3) reads as follows:
"(3) The place of business of the natural person shall be the address registered as its place of business in a commercial register or other legally regulated register. The entrepreneur is obliged to register his actual place of business. The registered office of the organisational body of the undertaking (Section 7) means the address of its location. ';
2. In Article 3 (2), the words "or resident in a Member State of the European Union or in another State constituting the European Economic Area 'shall be inserted after the words" on the territory of the Czech Republic'.
3. in Article 3 (3) (a):
"(a) the amount of its revenue or income reduced by value added tax, if it is part of revenue or income, has, on average, reached CZK 120 000 000 in two consecutive financial years."
4. In the second sentence of Article 7 (3), the words "or by name and surname or by name 'shall be inserted after the words" a trading firm'.
5. In Paragraph 8 (2), the following sentence is added at the end: "For his name and surname or name, an entrepreneur not registered in a commercial register may use a different supplement or other designation in the course of business, provided that he is not misleading and that his use complies with the legal and good standards of competition; such an amendment or designation is not a firm and is protected by law against unfair competition. ';
6. In the first sentence of Article 13a (1), the words after the semicolon shall be replaced by the words "entrepreneurs registered in the Commercial Register, including the file plate, and entrepreneurs not registered in the Commercial Register, shall also be replaced by the entry in another register in which they are entered."
7. in Article 13a (2) and (3):
"(2) On all orders, letters of business and invoices relating to an undertaking of a foreign person or its organisational component, a foreign person shall be required to provide the information referred to in paragraph 1, as well as an indication of the registration of the undertaking or its organisational component in the commercial register, including the file tag. If the person covered by Paragraph 21 (5) is a person, he shall give the same information as the Czech person not registered in accordance with paragraph 1.
(3) Orders, business letters and invoices relating to an undertaking of a foreign person or to an organisational component of an undertaking of a foreign person whose registered office or residence is in a State which is not a member of the European Union need not include an indication of the registration of a foreign person in a commercial register where the law governing that person does not impose registration in a commercial or similar register. ';
8. in Article 27a (2) (c), the words "when this law or specific legislation is required to be drawn up, and the semicolon is replaced by a comma after the word" part of the annual report, "shall be inserted;
9. in Article 27a (2) (e), the words' or, where appropriate, its written proposal 'shall be replaced by' and the written draft of such a contract ';
10. in Article 27a (2) (f), the words "or the nullity of the division project" shall be added at the end.
11. in Article 27a (2) (i), the words "and the proposals for such contracts" shall be inserted after the words "pursuant to Article 488f (1)."
12. in Article 27a (2) (l), the words "where appropriate, proof of transfer" shall be replaced by the words "contract for the transfer of a business interest."
13. in Article 27a (2), point (m) is deleted;
Points (n) to (r) shall be renumbered as points (m) to (p).
14. in § 27a (7), the following sentence is inserted after the first sentence: "The documents which do not support the facts recorded (§ 31 (2)) shall be presented in a single copy."
15. In the second sentence of Paragraph 27c, the word "file 'is replaced by" court'.
16. in Paragraph 28a (2):
"(2) When a transfer of assets per shareholder (§ 69b) is entered in the Commercial Register (hereinafter referred to as the" registration of the transfer of assets') with the company being acquired, the company has ceased to have the transfer of assets per shareholder and the company, registered office or residence and the identification number of the shareholder to which the assets of the company being acquired have been transferred. For the person to whom the assets of the company being acquired are transferred, it shall be recorded that the assets of the company being acquired have been transferred, indicating the company, its registered office and its identification number. ';
17.
(1) A statutory body, a member of a statutory or other body of a legal person who is an entrepreneur, cannot be a member of a statutory or other body of a legal person who has performed any comparable functions in a legal person whose assets have been declared bankrupt. The same applies if the application for bankruptcy against such a legal person has been rejected for lack of assets.
(2) The prohibition referred to in paragraph 1 shall apply to the person who served as a statutory body, to a member of a statutory or other body in a legal person and at least one year before the application for bankruptcy on its property or, where appropriate, before the obligation of that legal person to apply for bankruptcy on its property arises.
(3) The obstacle referred to in paragraph 1 shall last for a period of three years from the date of legal authority:
(a) an order to cancel the bankruptcy following the completion of the schedule order or because the property of the insolvency is not sufficient to cover the costs of the bankruptcy; or
(b) a resolution rejecting the application for bankruptcy for lack of assets.
(4) The obstacle referred to in paragraph 1 shall not be taken into account,
(a) if the bankruptcy is cancelled otherwise than for the reasons referred to in paragraph 3,
(b) if it is a liquidator who has fulfilled an obligation under Paragraph 72 (2),
(c) if it is a person who has already been elected for the bankruptcy of a legal person; or
(d) if he is a person who is competent in proceedings under special legislation, (1b) to determine that he has performed his duties with the care of a proper operator.
(5) The obstacle referred to in paragraph 1 shall be withdrawn:
(a) where the person on whose side he / she is present has been elected or appointed to office with the consent of two thirds of the members of the general meeting or two thirds of all members of the supervisory board or of the authorised staff of the company, if the member of the supervisory board elected by the staff member, and
(b) the competent authority has been informed of the existence of such an obstacle when choosing or appointing such a person.
(6) Where the fact referred to in paragraph 1 is set at a time when the person to whom that fact relates is a statutory body, a member of a statutory or other body of a legal person, the competent authority shall, as soon as it becomes aware, withdraw it or confirm its choice or appointment. The approval of two-thirds of the members of the members present at the general meeting or two-thirds of all members of the supervisory board or authorised employees of the company shall be required to confirm the election or appointment, if they are members of the supervisory board elected by the staff member. If the choice or appointment is not confirmed within three months of the date on which the event referred to in paragraph 1 occurred, the last day of that period shall cease to be the day on which the duties are to be performed.
1b) § 200e o. s. '
18. In Paragraph 33, the dot at the end of paragraph 1 is replaced by a comma and the words "unless the law imposes this obligation on someone else."
19. in Paragraph 50a (2) (e), the words "false data" shall be inserted after the words "not making light."
20. In the second sentence of Article 59 (3), the words "or the non-monetary contribution of a commanditist to a commensurate society 'are deleted and the third sentence is deleted.
21. in the last sentence of Paragraph 59 (7), the words "this obligation" shall be replaced by the words "these obligations."
22. § 64 reads:
Negotiations on behalf of the company before its creation
(1) It is possible to act on behalf of a company before it is established.
(2) Those who act as a society before its creation are obliged to do so alone; if more than one person acts in this way, they shall be jointly and severally bound. The company may take over the effects of these negotiations for itself within three months of its inception and make it known to others that it has done so. In such a case, it shall be bound by these negotiations from the outset. ';
23. in Paragraph 66a (2), the last sentence shall be deleted;
24. In Paragraph 66a (7), the following sentence is added at the end: "The person who is the controller under the control contract is always the controlling person; the provisions of paragraph 3 shall not apply in this case. ';
25. In Paragraph 66a (9), at the end of the first sentence, the dot shall be replaced by a comma and the following words shall be added: "if the person controlled is known to the person acting with the care of the proper economy, the controlling person or, where appropriate, the person controlled by that person."
26. In Paragraph 66a (9), the last sentence is replaced by the following: "If the controlled person processes an annual report under a specific legislation, the report on relations between connected persons must be attached to the annual report. The members of the controlled person shall be able to familiarise themselves with the report on relations between connected persons within the same period and under the same conditions as the accounts. ';
27. The first sentence of Paragraph 66a (12) reads: "Every member or member of a controlled person shall have the right to request the court to appoint an expert for the purpose of reviewing the report on relations between connected persons within one year of the publication of the notice and the deposit of the annual report in the collection of documents, where the controlled person processes the annual report under a specific legislation or from the date on which it was submitted to the members or members of the controlled person for approval of the accounts for the period for which the report on relations between connected persons was drawn up, does not process the annual report."
28. in Article 66b (2) and (3):
"(2) If the opposite is not demonstrated, persons acting in conformity with paragraph 1 shall be deemed to be:
(a) a legal person and its statutory authority or its member, persons under their direct management, a member of the supervisory authority, a liquidator, a liquidator, a liquidator of bankruptcy, a balancing or forced trustee, or any range of such persons;
(b) the controlling person and persons controlled by him;
(c) persons controlled by the same controlling person; or
(d) persons forming a group.
(3) If the opposite is not demonstrated, the persons acting in accordance with paragraph 1 shall be deemed to be:
(a) a limited liability company and its members or only its members;
(b) a public commercial company and its members or only its members;
(c) a limited company and associates, or only their associates;
(d) close persons;
(e) the investment company and the investment fund or pension fund managed by it or only funds managed by it. ';
29. in Article 67a (3), the words "Section 92 (1), second sentence, for a public commercial company and for a limited partnership," shall be deleted and after the words "Section 153a (4) for" shall be inserted the words "Public commercial company, limited company and pro."
30. The second sentence of Paragraph 68 (2) reads: "Disposal shall also not be required if, for the reasons set out in paragraph 3 (f) or (g), the company is cancelled and has no property, without taking account of matters, rights, claims or other property values excluded by nature. '
31. the following sentence shall be added at the end of Paragraph 68 (8): "Where the liquidator has been appointed by the court (Article 71 (3), last sentence, (4) and (7)), the court shall decide to revoke the decision to abolish the company and its entry into liquidation at the request of the members or the competent authority of the company. The Court of First Instance shall not revoke a decision to abolish a company if this would interfere with the rights or the rights of protected interests of any of the members or third parties. '.
32. in Article 68a (2) (b), the word "real" shall be deleted.
33. In Paragraph 69a (4), the following sentence is added at the end: "Where a paper share is used for the exchange of names or provisional certificates issued by the acquiring company prior to the registration of the merger, the indication of the lien is signed by the member or members of the board of directors authorised to act on behalf of the company on the date of registration of the merger. If the registered shares issued by the acquiring company before the merger is registered are used for exchange, the Board of Directors of the acquiring company shall, together with the order for the transfer of the shares, also give an order for registration of the lien transferred to those shares. '
34. in Article 69b (1), the second sentence is replaced by the following: "Where the business share of the shareholder to which the assets of the company, its shares or the provisional note are to be transferred is established, a decision may be taken to transfer the assets only if sufficient collateral is provided to the lien creditor; If a trading interest, shares or a provisional sheet of another member is stopped, the lien of the lien shall, instead of the divestment of the holding, the share or provisional sheet, cease the claim for settlement to which that member is entitled pursuant to § 153c or § 220p. The company to which the assets of the company have been transferred shall be exempt from the obligation to pay the settlement only by paying the lien, unless it is shown that the lien has expired. '
35. in the second sentence of Article 69d (6), the words "Interim financial statements" shall be replaced by the words "Interim, regular or exceptional financial statements drawn up on the date of processing of the change in legal form."
36. the following sentences shall be added at the end of Paragraph 69d (7): "The obligation to draw up the final accounts referred to in the first sentence shall be limited to a public company and to companies or cooperatives which, when they change legal form, submit a tax return in accordance with a specific law. In other cases, only interim accounts shall be drawn up on the date preceding the date on which the change in legal form was registered. In the event of a change of legal form to a limited liability company, limited liability company or cooperative, the interim accounts shall be audited. '.
37. in Paragraph 69d (9), the following sentence is inserted after the first sentence: "Where a company or cooperative does not draw up an opening balance sheet, the amount of own funds resulting from interim accounts drawn up in accordance with paragraph 7 shall be decisive for the purposes of the obligation laid down in the first sentence."
38. In Paragraph 69d (11), the following sentence is added at the end: "The intention shall contain at least the information referred to in paragraph 5 (a) to (c). '.
39. In Paragraph 71 (2), at the end of the last sentence, the dot shall be replaced by a semicolon and the following words shall be added: "If it does not do so within 10 days of the date on which the decision to appoint a liquidator becomes enforceable, the liquidator shall be exercised by its statutory authority or its members, as the case may be."
40. in Paragraph 75 (5), the last sentence is deleted;
41. in Paragraph 88 (1) (b), the words "paragraph 1" shall be inserted after the words "under Paragraph 90."
42. In Paragraph 91, at the end of the first sentence, the dot is replaced by a comma and the words "within three months of the legal authority of the court of succession, otherwise this right shall cease to exist."
43. In the first sentence of Paragraph 92a (1), the words "§ 220l and § 220n (3)" shall be replaced by "a § 220l."
44. in Paragraph 92c (1), the words "under the provisions of Paragraph 88 (1) (a), (c), (d), (e) or (f)" shall be replaced by the words "referred to in Paragraph 88 (2)";
45. in the first sentence of Paragraph 92c (2), "one month" is replaced by "three months."
46. in Paragraph 92c (3), the following sentence shall be added at the end: "Paragraph 153a (7), first and third sentences and Paragraph 220e (10) shall apply mutatis mutandis. Paragraph 220b shall not apply. ';
47. in the second sentence of Paragraph 92d (2), "(i) and (k)" shall be replaced by "and (i)."
48. In Paragraph 92d (2), the following sentence shall be added at the end: "Unless otherwise specified, the provisions of § 220a (2), second to fourth sentences, § 220a (7), first sentence, § 220a (8) to (10), § 220d (1), first sentence, § 220d (2) (a) to (g) and paragraph 3 shall apply mutatis mutandis, by the date on which the period for the fulfilment of the obligations referred to in § 220d is calculated, the date on which the contract of division is to be concluded."
49. in Paragraph 92d (3), the following sentence is added at the end: "Subordinated companies shall be liable for the liabilities referred to in Article 220x (1) up to the amount of equity reported in the opening balance sheet. The ratio in which the acquiring companies are settled in accordance with Paragraph 220x (8) is determined by the ratio of their own capital recorded in the opening balance sheets. '
50. in Paragraph 92d (4):
"(4) Save as otherwise provided in the law, the provisions of paragraphs 1 to 3 shall apply mutatis mutandis to the division, as well as to the provisions of Sections 92a and 92b for the successor companies. Instead of the division project and the merger contract, a division contract is processed and concluded (§ 220za (2)). A division agreement shall include a proposal for amendments to the social contract of the successor company. ';
51. in Article 105 (2), the word "Company" shall be replaced by "Limited Company" and the word "Company" shall be replaced by "Limited Company" and the third sentence shall be deleted;
52. In the first sentence of Article 127 (4), the words "and 'shall be deleted after the words" pursuant to Article 125 (1) (c), (d) and (e)' and the words "and to the decision referred to in Article 125 (1) (l) shall be inserted after the words" pursuant to Article 125 (1) (c), (d) and (e) '.
53. In Article 127 (5), the following words are deleted: "whether a contract is to be concluded with him or with a person in agreement, unless it is a contract relating to the transformation of a company (§ 69 (1) and (2)), a contract for the transfer of profits (§ 190a) or a control agreement (§ 190b), a contract for the sale of an undertaking or part of it (§ 476) or a contract for the lease of an undertaking or part thereof (§ 488b), '.
54. In the first sentence of Article 129 (4), the words "to make out the minutes' are replaced by the words" to ensure that the minutes are drawn up '.
55. The second sentence of Paragraph 129 (4) reads: "The minutes shall be signed by the President of the General Assembly and the Registrar."
56. In Paragraph 131 (6), the words "If they are 'are replaced by the words" If they are'.
57. In Paragraph 131 (9), the words "except where the court makes the order of the General Meeting null and void on the application referred to in paragraph 1 or 2," shall be inserted after the words "the court may initiate the proceedings."
58. in Article 131 (10) and (11):
"(10) Where the application procedure referred to in paragraphs 1 and 2 is to be terminated because the applicant has withdrawn the application or for any other obstacle which may be removed from the action by the other applicant and if the special interest of the members who did not submit the application is of sound legal protection, the court shall not stop the proceedings. In such a case, the court shall issue and post an order on the court's official record indicating:
(a) the case concerning the annulment of the order of the General Assembly;
(b) for what reason the proceeding is to be terminated and how the obstacle can be removed; and
(c) a statement that the proceedings will be terminated if, within three months of the order being delivered, the other applicant does not accede to the application and does not remove, within that period, the obstacle justifying the termination of the proceedings.
(11) The order shall be served by the court on the persons referred to in paragraph 1 and shall indicate when the time limit referred to in paragraph 10 (c) expires. If the time limit goes in vain, the court shall terminate the proceedings. ';
59. In Section 131, paragraph 12 is added:
"(12) The proceedings for the annulment of the general meeting's resolutions shall be accompanied by any further nullity proceedings for the same resolution. '
60. In Paragraph 131, the term "application 'is replaced by" application' and the term "applicant 'is replaced by" applicant'.
61. In Paragraph 132 (1), the third sentence is: "The decision of the shareholder must take the form of a notarial registration in those cases where the decision of the general meeting is taken by a notarial registration."
62. The second sentence of Paragraph 141 (1) reads: "The decision of the General Assembly pursuant to § 125 (1) (f), (g) and (i) shall not be considered as a decision on the appointment, revocation and remuneration of the liquidator, § 113, 115, 117 and 121 shall not be regarded as a decision to amend the social contract; However, notarial registration must be obtained on decisions under Sections 113, 115, 117 and 121. ';
63. In the last sentence of Paragraph 141 (1), "paragraphs 2 and 3 'are replaced by" paragraph 3'.
64. in Article 143 (6), the words "paragraph 3 (a), (b) and (c)" shall be replaced by the words "paragraph 3 (a) and (c), the time limit for repayment of the cash or, where appropriate, non-cash deposit."
(65) In Paragraph 148 (2), the words "refusal of the application for bankruptcy for lack of assets" shall be inserted after the words "business" and the word "business" shall be inserted after the words "business."
66. In Paragraph 150 (1), the following sentence is added at the end: "This proportion shall be determined by the ratio of the shares, unless the social contract provides otherwise."
67.In Article 153a (1), "§ 220a to 220k" is replaced by "§ 220a to 220l."
68. in Article 153a (2), "in § 220a (3) (b), (c), (d) and (e)" is replaced by "in § 220a (3) (b), (c), (d), (e) and (i)";
69. In the last sentence of Article 153a (5), "Final accounts' is replaced by" Financial statements'.
70. In the second sentence of Article 153a (7), "6 'is replaced by" 5'.
71.In Article 153a (9) (b):
"(b) approval of the draft merger contract;"
72. in Article 153c (1), the words "paragraphs 3 to 5" shall be replaced by the words "paragraphs 3 and 5," after "§ 153a (12)," the words "§ 220a, 220b, 220d, § 220e (1) to (4)" shall be inserted and the words "the third sentence" shall be inserted after "§ 220p (1)."
73.In Article 153c (2), the words "equity" are deleted.
74. In Article 153d (3), the words "and the provisions of Article 220s (1), (2) and (3) of the first sentence shall be deleted."
75. in Paragraph 153d (4):
"(4) Unless otherwise specified, paragraphs 1 to 3 shall apply mutatis mutandis to the division of the merging company. Paragraph 220za (2) to (5) shall apply mutatis mutandis. ';
76. In Article 158 (1), the words "referred to in paragraph 2 'shall be inserted after the words" the conditions'.
77.In Article 161b (1) (c), the words "under special legislation (2)" shall be inserted after the words "registration of shares."
footnote 2 is replaced by the following:
"2) Paragraph 71 (1) of Act No. 591 / 1992 Coll., on Securities, as amended by Act No. 362 / 2000 Coll. '.
78. In the first sentence of Article 161d (2), the words "in assets" shall be inserted after the words "on the balance sheet."
79.In Paragraph 161f (1), "§ 161b (2), 161b (5), 161c (1) 'is replaced by" § 161b (2) to (5), § 161 c'.
80.In Paragraph 161f (2):
"(2) If the controlled person does not dispose of the shares or provisional sheets of the controlling persons within the legal period laid down by law, the court may revoke it and order its liquidation. Paragraph 161d shall apply mutatis mutandis. ';
81. in Article 161f (3), the words "and 2" shall be inserted after the words "paragraph 1."
82. In the second sentence of Paragraph 162 (1), the word "physical 'is deleted.
83. In Article 163 (2), the words "a prospectus under a special law 'are replaced by" a prospectus of a security or a narrow prospectus of a security'.
84.In Paragraph 164 (4):
"(4) Where shares of a company are subscribed on the basis of a public offer of shares, a prospectus of a security and, where appropriate, a closer prospectus of a security shall be published at the latest at the same time as the offer, unless the special law of a security prospectus or a closer prospectus of a security is not required, and additional conditions laid down in a specific law shall be met. A prospectus of a security or a narrow prospectus of a security shall be notified to the Securities Commission before publication. The public offer of shares may not be published before the approval by the Securities Commission of a prospectus or a restricted prospectus. ';
85. in Article 167 (1), the words "in the invitation to subscribe" are replaced by the words "in the public offer of shares."
86. In Paragraph 168 (1), the word "calls' is replaced by" public offer of shares'.
87. The first sentence of Paragraph 172 (3) reads: "Decisions which are otherwise taken by the constituent general meeting must be included in the founding agreement."
88. In Article 175 (1) (f), the word "prospectus" is replaced by "prospectus of a security or a closer prospectus of a security."
89.In Paragraph 175 (3):
"(3) The application for registration in the Commercial Register shall be accompanied by:
(a) the founding contract or instrument,
(b) a public offer of shares, a copy of the notarial note certifying the conduct of the opening meeting and a copy of the notarial note of the decision of the general meeting approving the statutes, if the company was established on the basis of a public offer of shares,
(c) a prospectus of a security or a more narrow prospectus of a security approved by the Securities Commission when setting up a company on the basis of a public offer of shares, where required under a specific law;
(d) an assessment by an expert or experts on the valuation of non-cash deposits, where the share exchange rate has been repaid by non-cash deposits;
(e) other documents certifying the facts to be entered in the Commercial Register.
90. In Paragraph 178 (9), the reference to footnote 2 is inserted after the words "registered companies'.
91. in Article 183 (1), the words "paragraphs 1 to 12" shall be inserted after the words "provisions of Paragraph 131" and the following sentence shall be added at the end of the paragraph: "Paragraph 131 (1), last sentence, shall apply to the resolution of the general meeting adopted in accordance with the procedure laid down in Article 220t (3)."
92. In Paragraph 183, the following paragraph 3 is added:
"(3) The order referred to in Article 131 (10) shall be published by the court at the costs of the appellant in the abbreviated version in the manner laid down by the law and the statutes for the assembly of the general meeting, indicating when the time limit referred to in Article 131 (10) (c) shall end. If the time limit goes in vain, the court shall terminate the proceedings. ';
93. In Article 183a (1), the words "or which will increase its influence in the company under its control" shall be inserted after the words "controlling the company."
94. In the first sentence of Article 183a (11), the words "of intent 'shall be inserted after the words" of intent' and after the words "if there is a compulsory takeover offer (§ 183b), 'the words" that obligation has arisen, the date on which that obligation arose and';
95.In Article 183a (12) (a), a comma shall be inserted after the word "contractually" and the words "otherwise than on the basis of an offer to take over,"
96.In Paragraph 183a (12) (a) (4):
'4. In the case of a person who has assumed an obligation in the control contract against non-performing shareholders, upon written request, to enter into a contract for the transfer of their shares or provisional certificates with a time limit in accordance with Paragraph 190c (1), '.
97.In Article 183a (12) (a), the following point 5 is added:
"5. For other important reasons,."
98. In Article 183a (14), the second and third sentences are deleted.
99. In Article 183a, the following paragraph 15 is added:
"(15) The management board of the target company is required without undue delay
(a) inform employees' representatives of the decision on the intention or obligation to make a takeover offer which they have become aware of in accordance with paragraph 11;
(b) to transmit to the staff representatives copies of the documents received pursuant to paragraph 11;
(c) forward to the employees' representatives the opinion of the target company referred to in paragraph 11 (c). ";
100. In the second sentence of Paragraph 183b (1), the figure "9 'is replaced by" 8'.
101. In Paragraph 183b (3) (d), at the end of the dot, the following point (e) is added:
"(e) the managing officer who has assumed an undertaking in the control contract against non-performing shareholders, upon written request, to conclude a contract for the transfer of their shares or provisional certificates without a time limit in accordance with Article 190c (1)."
102. In Paragraph 183b (8), "4 'is replaced by" 6'.
103. In the last sentence of Paragraph 183b (9), the word "working 'shall be inserted after the words" in matters up to 15'.
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Regulation Information
| Citation | Act No. 501 / 2001 Coll., amending Act No. 513 / 1991 Coll., Commercial Code, as amended, Act No. 40 / 1964 Coll., Civil Code, as amended, Act No. 99 / 1963 Coll., as amended, Act No. 99 / 1991 Coll., as amended, Act No. 591 / 1992 Coll., on Securities Act, as amended, Act No. 358 / 1992 Coll., as amended, Act No. 358 / 1992 Coll., as amended, and Act No. 370 / 2000 Coll., as amended, Act No. 15 / 1998 Coll., Act No. 15 / 1998 Coll. |
|---|---|
| Regulation Type | Law |
| Author | - |
| Collection | Code of Laws |
| Date of Promulgation | 31.12.2001 |
|---|---|
| Effective from | 31.12.2001 |
| Effective until | - |
| Status | Valid |
The regulation text is for informational purposes only.
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